CODE OF CONDUCT, ETHICS AND POLICY OF COMPLIANCE, ANTI-CORRUPTION AND INTEGRITY
“Be recognized as a reference in intelligent and innovating logistics solutions”
“Connecting people and business, through accessible and ingelligent logistic solutions, transforming ideas on successful achievements”
“Practice the transparency, ethic and isonomy in the social-environmental policies, preserving the business sustainability, the people valorization, through the diversity and stimulus of the freedom of expression”
The stablished rules and guidelines on this Code/Regulation can be applied to all Phoenex Cargo Agenciamento de Carga Aérea Ltda. (PHX) employees, with no distinction of position, profession, hierarchircal level or any other kind
PART 1 – ETHIC AND CONDUCT CODE
Money laudering combat
Mutual respect and rights observation responsibility
Responsability for the code appliance
PART 2 – COMPLIANCE POLICY, ANTI-CORRUPTION AND INTEGRITY
Compliance policy guidelines
Communications and reporting channels
inquiry and answer to the received reports
PART 1 – ETHIC AND CONDUCT CODE
1.1 Stablish rules and conducts between PHX and their employees, contractors and third parties to increase the working efficacy, improvement of the clients , suppliers and partners relationship, and the image development and maintanance to the marketing and society.
Aware the employees about the importance of an ethical, commited and dignified conduct, always acting on their functions development, according to the legal determinations and rules, regulations, and procedures, (internal and external), as well as the values patterns
stablished by PHX
II. BASIC PRINCIPLES
The principles that guide this code are directly associated to our values and goals.
PHX growth is based on the successful history and achievements of a reliable and solid organization.
Our main principles are:
Quality commitment with our provided services
Optimisation of human capital.
III. INTEREST CONFLICTS
3.1. Our employees, regardless their functions, on the activities performance must :
avoid to be envolved on interests conflict situations, not allowing that personal or own financial interests to stand out PHX interests
correspond to the high level of trust that PHX states on the integrity policy.
take decisions based on the honesty, respect and integrity.
4.1. PHX is totally commited to what is stated on the 12.846/2013 Law, as the anti corruption law, which states that administrative responsibility and civil regarding to legal entity, considering their acts against the public, national or foreigner administration
4.2. Corruption can be understood as the power or authority use to spend public Money or obtain na advantage for oneself or third parties. In other words, corruption means offering, receiving, promising or giving any kind of advantage to anyone as an incentive to act dishonestly.
4.3. So, on their relationship with the clients, suppliers, partners or governmental agencies, the PHX employees actions must be ruled by the following procedures:
i. It is expressily prohibeted to all PHX employees:
Pay or receive any doubtful, improper, informal or ilegal payments that come from the public or private segments, as well as to favour, by the concession of improper benefits or practices out of the commercial standard, specific clients and suppliers, to detriment of the others
Offer, receive, or promise any privilege, gratification or advantage to public employees or similar ones to practice, omit, delay or influence a legal act.
Request or receive, direct or indirect, any privilege or advantages that come from public employees due to their position.
Subsidising, direct or indirect, public agents, political parties or candidates running for public positions under the perspective of retribution, of any other kind, to take for yourself personally or to the company
Receive souvenirs, gifts, gratifications or any kind of benefit to clients or suppliers, with the exception of low cost itens. PHX understands that is souvenir, which ones that have a low cost value and have the company logo. The souvenirs value should not exceed RS100.00 Reais. On any other case, the fact must be immediately communicated to the immediate superior, in order to be taken necessary measures.
Offer souvenirs and gifts, to sponsor travels and entertainment to employees or public agentes
Do, offer or accept favours with the intention to obtain or maintain, ilegal, unethical contracts, licenses or /and government approval
On the process related to the suppliers and service providers, must be done a license procedure in order to identify possible risks that can injure PHX interests.
In case of inspection in PHX, responsable employees for the internal aereas, must provide all the necessary informations to the inspection agents, supporting them on the solution of any doubts that could exist and facilitating access to the requested documents, where everything must be formalized and supported by the Legal Advice
4.4. PHX respects the free competition and does not condone with cartel practices arrangement of prices, industrial espionage or any other measure that interferes on the
V. MONEY LAUDERING COMBAT
5.1. PHX is totally commited to follow the 9.613/1998 Law, that It was reformulated by the 12.683/2012 Law, that is about money laudering crimes or concealment of goods, rights and values; financial system use prevention to the ilegal provided under this Law; create a Control Council for the financial activities (COAF), and provides other arregments.
5.2. We understand that Money Laudering is regarding commercial and financial operations that search for incorporate resources, goods or values of an ilegal origin
VI. RESPONSABILITY FOR THE OBSERVATION OF THE RIGHTS AND MUTUAL RESPECT
6.1. Employees, suppliers and service providers must:
Rule their actions by the mutual respect, team work and by transparency, and It not would be allowed any kind of prejudice or discrimination regarding to the ethinicy, origin, sexual orientation, political or religious conviction, or harassment of any nature, included, moral or sexual.
Be aware of the conservation and correct use of PHX patrimony.
search for to antecipate and satisfy the clients necessities, through the products and services, working for the high level of quality.
6.2. PHX is totally commited to follow the Law nº 12.529/2011, that states prevention and repression to the violation against the economic order, so the services competition that are provided and commercialized are the diferential to a motivation to be ahead of the competitor and must be executed based on the fair competition, so comments or actions that can afect direct or indirect the image of our competitors must not be done.
VII. RESPONSABILITY FOR THE COMPLIANCE OF THIS CODE
7.1. The application and success of the ethical conduct code dependes on the individual effort on accomplish the principles written here. Each employee is responsable for their own conduct and must communicate any violation to the present code
7.2. No employee would claim the lack of knowledge of the guidelines stated on the present code, in no event and for any given reason.
PART 2 – COMPLIANCE ANTI-CORRUPTION AND INTEGRITY POLICY
I . PURPOSE
1.1. This policy has the main goal to ensure the ethic and moral conduct, strenght, sustaintability, and the PHX business continuity, through the adoption of procedures and behaviours that guarantee to PHX to always maintain the wellfare situation in compliance. So, the violations to the directions presented here, as well as the nº 12.846/13 Law, and other legal devices that handle the related issues to corruption, will be properly tracked and If the transgression has been proved, legal and disciplinary measures will be applied.
1.2. Violations that were practiced by PHX internal employees, will be applied punishmentes that include: warning, suspension, dismissal, and other sanctions laid down in the law, will be applied to the professional by the Company Management.
1.3. Violations practiced by third parties, penalties should be applied, contract termination, lawsuit, depending on the the seriousness of the violation
2.1. Be in compliance means to be in accordance with the law, the regulation, the rules and procedures, external and internal and with the coorporate principles that guarantee the best market practices, and Corporate Governance, searching for minimize the risk of “non-compliance.”
2.2.The risk of “non-compliance” is defined by the risk of the PHX integrity compromise , and the associated and/or controlled companies , when the law is violated, and the regulations applicable, national or foreigner, external and internal rules, that may lead to legal and/or regulatory sanctions, or financial losses and image and reputational damages.
2.3. Compliance Policy is a program that searches for prevent or /and identify the conducts that are not in accordance to the rules (law, regulations, rules and procedures, external or internal), identifying risks and/or causes, acting to prevent, and/or also, correctively. promoting a culture that encourages the fulfillment of the stablished rules and the ethical conduct, guided by the principle that ” do the correct is do the best”.
III.COMPLIANCE POLICY GUIDELINES
3.1. Our Compliance Policy has the following basic guidelines:
• Dissiminate principles , guidelines and stablished conducts, on the PHX Ethical Conduct Code and controlled or/and associated companies;
• Disseminate high patterns of integrity, ethical and moral values, through the dissemination of a culture that approaches the importance of the compliance in PHX and in the controlled or/and associated companies
• Protect PHX reputation and the controlled/or associated companies, maintaining the confidence on the partners clients, employees, and the general society.
• Ensure the full access to any information, inducing and tracking investigations when It is not compatible with the compliance policy
• maintain the high patterns of integrity of the ethical and moral values, through the culture of dissimination that enphasizes and demonstrate to all employees the importance of the compliance in all the business aspects
• Ensure the compliance with the applicable laws and regulations emaneted by national and foreigners organs and agencies, and adherence to the stablished internal policies and rules
• Guarantee the internal structures control that guides to the understanding of the mains risks, resulting from internal and external factors incurred by the company, intending to ensure that can be identified, evaluated, monitored, controled, mitigated on an efficient and effective way
• Maintain the compliance program lined with the best practices, which must be periodically reviewd and updated, so an eventual identified failures can be fastly corrected, in order to guarantee the effectiveness and efficacy
• Align the Compliance Program to the company stablished goals, and a periodical review of the business strategies and the introduced policies
• Ensure the existence of the allocation resposability and authority delegation, watching for the hierarchy structure stablished by the company guaranteeing the appropriated segregation of the functions, in order to eliminate conflicting responsabilities atributions, as well as to reduce and monitoring with the proper required independence, interest conflicts that exist on these areas.
• Ensure the consistence and timing of the information that are relevant to take decisions or that may affect the company activities, through the reliable, appropriated, understandable and accessible communication to the external public and employees
• Maintain the control and contribute to the efficiency and improvemente of the company compliance environment, as follow:
• Ethical and Conduct Code;
• Individual Employment Agreement
• Regularly perform the communication and training process of this policy, the corresponding procedure, as well as the ethical code, and other compliance documents , to all the interested parties
• Guarantee the reports preparation to be appreciated and approved, at least each six months by the managment
IV. COMMUNICATION AND REPORTING CHANNELS
4.1. The communication of supposed violations, will be received with total confidenciality, with stock splits based on the sufficient information principle, according to the circumstantial necessities;
4.2. Nonetheless, the Ethical and Condut principles, We motivate the employees to communicate the supposed violations of this policy, including doubtful questions related to all company áreas. The communications can be send to:
. Wistleblower channel or
. Your immediate superior
4.3. PHX provides an email firstname.lastname@example.org, and the number 55 11 2408-4302 , for eventual reportings.The concerns related to the accomplishment of the PHX guideliness will be investigated.
4.4. There will be or It will be not allowed any discrimination action or retaliation against the employee that communicates (in a good faith), the supposed violation to this Compliance, Anti-corruption and Integrity Policy.
4.5. PHX GUARANTEES THE CONFIDENCIALITY DURING THE PROCESS AND IT WILL NOT HAVE ANY KIND OF RETALIATION TO THE COMPLAINANT, AT NO TIME.
V. INVESTIGATION AND RESPONSE TO THE RECEIVED REPORTINGS
5.1 All the received reportings will be investigated according to the specified procedures and rules, to this end. The referred investigation:
• It will be held by an internal or external investigator according to the severity or necessity of the speciality of the investigation;
• Must be limited to the investigations of the facts, determining on a full way if there was or not an improper conduct, who was involved and also which were the circumstances and,
• It will be always independent and based on the facts and data
5.2. The main goals of the investigation are: risks minimizing; identifying the improvement opportunities; the image protection of the company and the facts clarification
5.3. PHX will not reveal the taking details and decisions may be communicated , resulting of the investigation process. Regularly the summary should be communicated with the main statistics related to the investigations, such as: number of reportings, kind, results and applied sanctions. This point also will be definied in the specific rule, to be elaborated during the introduction of the Compliance Program
VI. FINAL PROVISIONS
6.1. The Compliance Policy does not guarantee that laws, rules and procedures must be fulfilled. This can be only obtained when each PHX employee and the controlled and/or associated companies observe the law, every single day.
6.2. By this reason, It is of a vital importance that everybody understands the importance of this program and dedicates themselves to their work, performing with an ethical conduct.
Then, we can consolidate a winner PHX CULTURE.
6.3. We declare the present document as a true copy of the Compliance, Anti-corruption and Integrity PHX Policy Steering Commitee dated on September, 15th-2017
+55 11 2408-4302
Rua Itaverava, 84 – Camargos
Guarulhos – SP, CEP 07111-040